Omamori Tennyson
by mak89
Summary: Well our hero had some interesting relatives on his mothers side Ben 10 AU ch 2 updated
1. Chapter 1

Our hero Ben 10 had done many things in life fighting aliens saving earth but could he have another power besides the ultimatrix hmmm lets find out

Benjamin Kirby Tennyson was very much confused when he was transferred to Japan alongside his best friend Julie Yamamoto

later one was very much happy and eager to come alongside him

Our hero didn't know about his mother's side of family his memories were not intact about that thing and when the hack he developed allergy for cats which only followed him when he was in his human form

Actually He didn't remember more things about his mother's side of family but grandpa max told him that time will reveal everything to him

So today was a special day It was his birthday and...

Julie was having a good morning, so far. Getting gently woken up by her pet cat, Ranmaru, having enough time to make her favorite breakfast before she headed over to Ben's to wake up up, and the weather being nice on the walk over. Yes, it was definitely a good morning for her. Upon arriving at her friend's house with her cat in tow, she pulled out the key she was given a long time ago, and unlocked the door, before walking in. "Ben, you better be awake by now, and ready to get to school!" She called out, only to get no response except from a curious look and a meow from Ranmaru. Looking down to her pet, Julie sighed and smiled slightly. "Yeah, I know... He's never able to wake up on his own... I just thought I might as well give it a shot..." She said, while bending down to scratch her cat behind his ears, earning a purr in response. Standing back up, the girl headed for the door she knew led to Ben's room, and slammed it open.

"Benjamin Kirby Tennyson, GET YOUR ASS OUT OF BED AND WAKE UP ALREADY!" she yelled out, hoping it would wake up her childhood friend. However, it was to no avail as he simply rolled over in his bed, and pulled the covers closer. "Nnnn... Five more minutes..." He muttered in his sleep, earning a tick mark from Julie. Walking over to the bed, she prepared to bash him over the head to wake him up, only to be caught by surprise when he suddenly grabbed her and pulled her down on top of him in his sleep. Blushing at the surprise, she tried to pull free without hurting Ben, only for his grip to tighten. "Hey... S-stop that, Ben! Where do you think you're touching me...?!" she exclaimed nervously. Ben just continued to hold her, before he doomed himself with his sleepy muttering. "Oooo... It's not her... Julie isn't this heavy..." Another tick mark developed on her forehead upon hearing this. "Heh... Heh heh heh... RANMARU!" She exclaimed, catching the attention of her pet cat. "GO GET HIM!" She ordered after managing to pull away, causing her cat to leap into action and right onto Ben's face.

Blinking a few times as he awoke to the sensation of fur on his face,Ben practically froze as he saw Ranmaru's claws extend, before proceeding to scratch the hell out of his face. "GYAAAAAH! DEVIL CAT!" he yelled out, loud enough for practically the entire neighborhood to hear.

"That was cruel, Julie... Very, very cruel...!" Ben said pitifully, despite the fact the scratches had already healed. "Did you have to sick your cat on me... Again?" he asked, only to get a huff from Julie. "I was getting you back for breaking a girl's heart!" She replied, still a bit miffed. "You came within five centimeters!" This made Ben pause for a bit, before he attempted to catch back up with Julie. "... What's the big deal? It's just a kiss..." asked the blonde, causing Julie to turn to face him. "Hah! You're 16 and you don't understand how serious that is?!" She paused. "Oh yeah... You turn 16 today happy birthday Ben. She said, holding out a slip of paper to him. Taking it, Ben looked it over, only for his eyes to widen. "A coupon for smoothys and french fries?! Thank you so much, Julie!" He exclaimed happily, his cat-trauma now forgotten as he pocketed the coupon. "You're welcome, just remember, Dont eat up more, you understand me?"Julie said sternly, getting a nod from Ben, who had pulled out a familiar charm from his pocket.

"Is that the omamori your grandparents gave you?" Julie asked as she walked over to him and looked the charm over. "Yeah, it is... Whenever I held it, it felt as if there were a ball or something inside, but not today, for some reason..."He said, looking at the omamori curiously. However, his attention was brought away from the charm as a new voice reached his ears. "Hast thou grown accustomed to that body?" The newcomer asked, chuckling slightly. "Thou canst not play with that charm any longer." Both Ben and Julie looked ahead to the source of the voice, and the blond had to surpress a blush upon seeing who it was.

"Mightest thou be... Benjamin Ayakawa Tennyson, mi'lord?" It was a beautiful girl around his age, with long black hair tied back into a ponytail with a yellow ribbon that reached to her mid-back. She wore a different school uniform from Julie's, and it did nothing to conceal her sizable bust. Long stockings that reached up past her knees adorned her shapely legs, while her skirt fluttered in the breeze. She held a long object wrapped in a floral cloth in her right hand. "Who are you...?" Ben asked, meeting her gaze. "Hmm... " The girl seemed to vanish before their eyes, before reappearing behind Ben, close enough for him to feel her breasts pressing against his back. "Mi'lord hast become quite handsome. But now... How bold art thou? Hmm?" She asked, while gently blowing on the nape of his neck. Ben blushed deeply, while Julie looked on in shock. "Wh... Wha..." Snapping out of her shock, she grabbed Ben by the collar of his shirt, and proceeded to drag the now nearly-catatonic teen along with her to school. "Late! We're going to be late! Alright! See you!" She exclaimed as she went, while Ben just allowed himself to be dragged, still too shocked, and still blushing. The girl just smirked as she watched their retreating forms.

"Heh heh..."

Ben sat at his regular desk, his gaze unfocused as he looked out the window, remaining oblivious to the Teacher's lecture. 'Who was that girl...?' He wondered, while idly turning a page in his textbook to give the illusion that he was paying attention. 'She wasn't a dream... was she? I'm pretty sure Julie saw her too...' He paused, and looked over to his childhood friend, seeing her look back at him with a mix of worry, confusion, and small bit of anger. Sighing, our hero turned another page, and resumed gazing out the window.'She was really cute, though... Beautiful, even... But who was she?' He was brought out of his thoughts as the bell for lunch finally rang, much to the relief of majority of the class

"Well, are you done thinking yet?" Julie asked, while leaning back against the railing. Ben just blinked in confusion. "Wh-what are you talking about?"Anything else he was about to say was cut short when Julie grabbed him by the front of his shirt and pulled him close. "QUIT ACTING STUPID!" She shouted, earning a wince from her friend. "I'm talking about that girl from earlier! You know her, don't you?!" Ben just raised his hands in a placating manner, trying to calm down his irate friend. "N-no, I have no idea who she is..." Julie's only response was to begin shaking him. "SHUT YER TRAP!" She allowed him to drop to the ground, causing him to wince slightly. "She definitely said your name, and that uniform she was wearing... It's definitely not from any school around here... She must've come from some place far away..."Julie reasoned out, earning a raised eyebrow from Ben as he got up and dusted himself off. "And just how do you know so much about school uniforms...?" He asked suspiciously, only for Julie to blush and turn away in embarrassment. "I-I saw the uniforms of plenty of different schools at National Tournaments... I-it's not like I'm a fan of them, or anything..." the pinkette said, the stutter not helping her statement be any more convincing. However, Ben just nodded and accepted it, for fear of incurring his friend's wrath yet again. 'Though, it really is strange... If she knew who I was, and how old I am, I should know her...' He thought, while a small blush formed. 'And there's no way in hell I'd forget someone as pretty as her... Unless... N-no way, could she be a fiancé that my my parents arranged for me when I was just a kid...?!' As if reading his thoughts, Julie chose that moment to grab him yet again by the front of his shirt. "She's not some sort of secret fiancé of yours, is she...?"she asked menacingly, her glare leveled at Ben. "N-no way! She would've been here seven years ago if that was the case!" He said, just before the door to the rooftop was slammed open, revealing Taizo standing there, but something seemed off about him...

"Hey Taizo right Hows you?"asked Ben looking at his new friend

"I finally found you... The descendant..."He spoke in a raspy voice, while slowly approaching the two. "Taizo, what's wrong..."Ben asked worriedly, only to gulp when Taizo began to crouch, before lunging... ."Amakawa!"A strange glow surrounded his oddly clawed hand as he approached Ben with high speed. Quickly standing in front of Julie to block her from harm, Ben took the brunt of the attack, as several blades of dark energy slashed at him, knocking him back into Julie and sending the pair to the ground. "Gah...!" He yelled in pain. "Ouch... Taizo, what the hell are you doing...?!" Ben asked, before Julie intervened. "Ben, Is he old villain of yours...?" She asked again. "I don't know anything like that...!" he replied in his defense, raising his hands up. Taizo, meanwhile, just chuckled darkly, catching the attention of the two.

"I dont know who or what you are but you have made a big mistake possessing some one innocent but I have only one thing to say Its hero time"said Ben slamming his ultimatrix and four arms appeared in his place and clapped his hands creating a powerful shock wave which thrown Taizo away

"What was that thing How can you do that answer me Amakawa"yelled the demon standing up

"Whatever that thing is I must free Taizo first and Why is he calling me by my mother's maiden name my enemies only call me tennyson"said Ben to himself and slammed his dial again

"Amphibian"The creature said and threw electricity waves at Taizo shoving the demon out from him

"Good job young slayer even without your power you can defeat me but it isn't over yet more will come for you You will die surely die Amakawa"said the demon

"Not on my watch"said the voice and a sword pierced through the demon

"You are the..."before Ben can finish Julie said"The seductress from the begining" but before Ben can ask her anything she was gone

"So whats the meaning of this another aggragor vilgax?why cant they leave us alone"yelled Julie

"Hey don't worry everything will be okay"said Ben assuring her

For Ben looks like his hero days had begun again

Ben was sitting on his bed thinking about the events that occurred today and he saw a cat on the window

The cat turned into the mysterious girl he met before and slammed onto him almost burying him in her boobs

"M'lord was so amazing even without his slayer powers "said the girl tightly hugging him and licking his neck

Ben was growing red but he pulled up all of his strength and asked her"Who are you"

The girl said"Looks like you have forgotten me I am Himari a cat spirit"said Himari showing up her cat ears

"What"said Ben with his allergy kicking in

"Hey can you please turn that off I am allergic to cats"said Ben holding his handkerchief

"Ok sorry Master"said Himari

"Now plz tell me from the beginning"said Ben

"Your omamori was a protection which was given by your grandfather Your mother belonged to the Amakawa demon slayer family your power had started to awake so the emulate coundnt protect you But you didnt need it with what you can do already"said Himari licking his neck again

"Master if you dont mind will you tell me How did you get that different power you used ?"asked Himari

"Well It all began on a summer trip 6 years ago when I found tis strange watch..."began Ben telling her his story

"I am sorry master I wasnt there to protect you when you risked your life but I assure you I will stay with you and protect you"said Himari bowing to him countless times

"Hey its ok dont worry I can handle myself pretty well"said Ben petting her head

Her cat ears appeared again as she lumped onto him once again"Master had became so brave and wise dont worry master now let you cat spoil you a bit"and pressed his head on her chest again

Ben's life was never normal and never gonna be normal again

At a forest

"The amakawa slayer also posses another power He must be killed He is already very dangerous to us "said a voice

"Don't worry He will die very soon"said a little girl and disappeared in a flow of water


	2. Chapter 2

Things are not really normal for our hero first of all at his 11th year he found omnitrix turning his life into a scifi movie and now at his 16th year he is descendant of some kind of demon slayer family and he have a cat demon bodyguard who also happens to be a very sexy girl always licking him and tightly hugging him

Things very really confusing for our dear Ben 10

**Now with Julie**

I am Julie Yamamoto.I am childhood friend and neighbour of famous Ben tennyson or as people call him Ben is over all a nice guy a hero to be exact but still he is a bit of idiot who never takes things seriously and someone still have to take care of I am always there for him taking care of him .I am very happy we got transferred to Japan together so now may be the idiot will see me more than a its time for wake up the cute idiot hero now

"Good morning, Ben! You need to hurry and get up, we have.." Julie's words died on her lips upon seeing the scene that laid before her. Ben was asleep in his bed, as per normal, but sleeping atop him was the same girl from yesterday, clad in a loose kimono that had shifted over the night to reveal more than originally did. "... School... Uh..." She finished, a small blush forming at the sight of the two sleeping in the same bed, and in such a compromising position. "Wh-wh-what the hell do you think you are doing to Ben, you pervert?!" the girl demanded, moving to the girl over the head.

However, all she hit was mattress, much to her confusion. Catching a glimpse of the sheets fluttering above her, she looked up, only to see the girl, still holding Ben, flip in midair and land behind her with a soft 'tap'. "Huh...?" Was all she could manage in response to the astounding feat of agility.

"You doth be the girl from yesterday..." Himari spoke, while holding Ben close, seemingly unaware of the face his face was pushed in between her breasts, snapping him out of his drowsy state, and elicting a deep blush. "What business dost thou have at this hour?" She asked, while letting her ears and tail out.

"BENJAMIN What the hell is going on here?!" Julie demanded, scaring the blonde hero enough that he pulled away, and attempted to jump back, only to be caught by Himari again. "Whoa! J-Julie, this is..." He was cut off by Himari pulling him close again. "Do no get so excited, young master." Both Ben and Julie turned red. Ben from embarrassment, and Julie from anger. "GET AWAY FROM HIM!" She yelled, growing more and more annoyed with the situation by the minute. "Wh-what are you doing in Ben's room, and wearing that embarrassing costume, no less?!" a small mischievous smile as her ears twitched and he tail lazily waved behind her. "Himari, why have your cat ears popped out? And a tail, too?!" Ben asked, beginning to panic as he felt Julie's rising anger... Only to blink in surprise as it seemed to vanish and was almost immediately replaced by shock and confusion. 'They're actually moving... No costume can do that... Could they actually be real...?' Julie wondered.

"Hm... Well, fine. There art things that I must tell you as well, mi'lord." the catgirl spoke, bringing Julie out of her thoughts, and getting the blonde's attention due to her sudden change in tone of voice. "What mi'lord dost not know is that the Amakawa Family doth be one of Twelve Families to protect thy human world from foul spirits. Exorcists, Demon Hunters, callest them however thou wouldst want." Himari explained, while adjusting her kimono. "They existed because the government of old showed no mercy to spirits who attacked humans. Many Hunters and Spirits hast slain and were slain. The many descendants of the spirits who hath remained alive, doth possess great hatred for the Demon Hunters." Ben and Julie both listened intently, as neither expected Himari to be so serious about something that seemed like it was straight out of some fairy tale. 'I wonder if that includes the thing that possessed Taizo yesterday...' Ben idly wondered, recalling the previous days events.

"However, at one time, the head of the Amakawa Family chose mercy over reward. He hath subdued a spirit without slaying it, and that spirit hath vowed loyalty to his might." Himari paused, letting this information sink in for the two teens. "Himari, was that spirit..." Ben began, but trailed off, unsure how to finish his question without risking offending Himari. "Yes. It was my ancestor." She replied with a small smile, before pulling the blonde into a gentle embrace. "And thus, we art bound by a solemn oath. An oath to serve the Amakawa Family for all time." Ben just blushed at their close proximity, while Julie glared. "Now wait just a minute here! And stop grabbing onto each other, dammit!" Julie yelled, interrupting the two before things could go any farther. "You mean to tell us that Ben's supposed to be some kind of super powered demon slayer too !"

"Times hath changed." Himari began again, deciding it'd be best to continue her explanation then before an argument broke out. "If the number of powerful demons art reduced, the duty of the demon hunters shalt dwindle. Now, most of the Twelve Families of Demon Hunters hath sealed away their own power and mixed into the government." She sighed, as her ears drooped slightly. "I've been cared for by Gen oji san and Sawa oba san for a long time..." Julie blinked at the last statement. "Those are your...?" Ben finished for her. "Yeah. My grandmother and grandfather from my mother's side. My parents always said they were a little weird..." Julie 'hmm'ed at this, eying Himari carefully 'Cat ears... and a tail... It's like a story from TV...' Closing her eyes and clenching her fists, Julie trembled slightly. "At first I thought she was just some girl dressing in feudal court cosplay, but... Those ears and tail are moving... And no costume is that advanced... So they must be real.. But the biggest problem is that she's always right with Ben! What's with that?!" She finished angrily, getting a blank look from Ben. 'That aside... What's with those GIGANTIC breasts?! They're starting to piss me off!' The girl ++thought as tears began to form in the corners of her eyes. 'Ooh... Why the hell am I crying...?!'

"Someday, thou shalt take up the sword as a demon hunter too, mi'lord. But for now..." Himari leaned in close, placing her delicate hands on his shoulders. "I will protect thee." She said, dedication clear in her voice, earning a shocked look from Julie, and a blush from Ben, who could practically feel his heart pounding in his chest. "H-Himari..." Was all Ben managed get out through his shock. "I am thy shadow, at times I shalt be thy sword, at times I shalt be thy shield. I shall protect thee from any harm." Himari continued, holding the young hero close. However, the touching moment was ruined rather effectively when Julie shoved Himari from behind. "WAIT! WAIT! WAIT! Seeing that Ben gets what he needs everyday is MY duty!" She exclaimed, her anger focused solely on Himari, making her unaware of the fact that her shove had resulted in Ben winding up face first inbetween Himari's breasts... Again.

"What art thou doing here, kitten?" The neko-girl asked, beginning to get annoyed with the girl. "I've been here the whole time!" Julie responded, tick mark twitching on her forehead. "Mi'lord hath me. Look!" She gestured to him. "He cryeth tears of gratitude." Julie looked down at Ben, and then glared at Himari again. "That's because he's suffocating between your breasts, you... Cat! Cat! Cat! Cat! Cat!" Ben tried to get them to stop, but his words were muffled by Himari's kimono until he managed to pull himself out from between the two. "Look at the time, we're going to be late!" He exclaimed, while rushing to get dressed out of sight of the two females present.

Despite Ben's hopes, School had failed to make Julie forget her anger, and it made her very unapproachable by most. Things took a turn for the worst, however, when the Teacher finally spoke up, getting the class's attention. "This may be a little sudden, but we have a new student I need to introduce today." Kisaragi-sensei said, while gesturing for the new student to come in. Ben's eyes widened, and Julie's anger visibly increased. Before the entire class stood Himari in all her glory, clad in the school uniform she had been wearing the previous day. "This is miss Noihara Himari. Due to family circumstances, she will be starting here today. Please make sure to make her feel welcome." Immediately, several of the guys began whispering to each other about Himari's beauty, while the girls just looked on in awe. 'Noihara... That's the place where my grandparents used to live... Isn't it?' Ben wondered, briefly forgetting Julie's anger due to his surprise at seeing Himari in his class.

"I am Noihara Himari. I am but a serf from the country and I know naught what trouble I may cause thee. It doth me great honor to meet thee." Himari spoke calmly, keeping her expression neutral. Several students blinked in surprise. "Whoa. The old tongue..." One student muttered. "Which means she's not from the country, but a different time era." Another followed up. "Now, about your seat..." Kisaragi-sensei began, only to stop when she noticed Himari approach the occupied desk next to Ben. Looking to the student seeing there, Himari smiled. "It would serve me better to know everyone if I sat here, rather than be forgotten in the back. Wouldst thou be so kind as to give thy seat to me, mi'lord?" She asked, getting a blush and a nod from the student. "S-sure! Here you go!" The student replied, getting up quickly and pulling out the chair for her, before heading to an empty desk in the back of the room. "My thanks." Himari said, smile still present as she sat down at the desk.

"What's going on? Why did you become a transfer student?" Ben whispered to Himari after a few moments of silence. "Yesterday, I casted some spells in the area, so the people here would accept my presence more easily." She replied with a sigh. "Hm.. That seat will do. Tennyson, help your new neighbor while she's still getting used to being here." Kisaragi-sensei spoke, getting a nod from Ben. "Uh, s-sure thing!" He answered, before hearing a loud snap from a few desks over. Nervously glancing at the source, he gulped upon seeing Julie holding a pencil that was broken in half, and her trembling with anger. 'Oh man... Not good... Its not good at all...' He thought, while Himari just smiled to herself.

"Hey, Noihara-san, I'm Inuzuka Kiba! Nice to meet you!"

"Noihara-san, is that uniform from your old school? It's really cute."

"What kind of boys are your type?"

Ben watched in mild fascination as Himari was surrounded by students, being asked multitudes of questions about herself and where she came from. 'Man, she's popular... Even Taizo's getting into the group... Though she's really cute when she's quiet like that.' Ben thought as he watched on. "Young master, why art thou staring so?" Himari asked as she turned to face Ben. Her words gained mixed responses, including a surprised blush from Ben. "Young master?" Taizo asked, "What does she...?" The second student was cut short by a yell. "NOIHARA!" Everyone turned to face the source of the yell, who was none other than Julie, and she was rather pissed off, if her stomping and facial expression were any clues.

"What art thou doing here, kitten?" Himari asked innocently, resulting in a tick mark developing on Julie's forehead as she clenched her fists. "I've been here the whole time!" She replied furiously, while Ben remained silent, not wanting to end up on the receiving end of one of Julie's monsterous punches she was infamous for when she was angry. "Noihara Himari, I challenge you to a duel! And if I win, you will stay away from Ben!" She declared, pointing dramatically at Himari. "What does she mean by 'young master'...? Does she mean Ben?" Taizo asked in the background. "What?! Why?!" A random girl replied. Julie just sweatdropped at this. "Aw, dammit..." She muttered. "... Alright, I accept." Himari said stoically, her expression neutral, while Julie just smirked. "Heh... All right, The duel will be in sports!" Julie exclaimed, grinning madly as she mentally pictured herself standing over a defeated Himari. "C-calm down you two... There's no need to go to this length..." Ben's attempt at keeping the peace went ignored, as Himari nodded in response. "As it pleaseth thee."

* * *

Afterwards, on the school's sports grounds...

* * *

Julie sank to the ground, shocked at the results of the duel. Himari had utterly destroyed her in every event. From the 100 Meter Dash, to the High Jump, to Kendo, Table Tennis, Basketball, Soccer, and finally Tennis. Himari had completely outclassed her at every turn. "Whoa... She lost..." One student muttered, the entire class having witnessed the one-sided duel. "The strongest supporter of the exercise club lost that easily..."

"Mi'lady dost not have the power to protect the young master." Himari said as she approached Julie's fallen form. "I have that power. If thou dost give in, then hold out thy hand." Julie grit her teeth at this, before she finally snapped. "What the hell is your problem, you stupid fucking cat?! Don't just crash into our lives like the monster you are!" She yelled, shocking many of the students present, including Ben. "Julie?!" He exclaimed, appalled by his friend's outburst. Julie almost immediately clasped her hands over her mouth upon realizing what she had said. A far-off look cross Himari's face as she turned away to leave. "... I am well aware of that fact..." Was all she said before walking off. "Ah, Hey!" Ben called out after her, following and leaving Julie to her thoughts and the mutterings of the other students present.

* * *

A few minutes later, on the School Rooftop...

* * *

Himari sat at the edge of the top of the entrance to the school roof, looking out to the distance while keeping her head propped up with one hand. A sigh escaped her lips as she thought over Julie's harsh words. She was brought out of her musings when a familiar voice reached her ears. "Please, forgive Julie for her outburst... She doesn't mean any harm... At least, I'm sure that she doesn't." Ben said as he closed the door to the rooftop behind him. "She's just a bit confused since you suddenly showed up, is all..." He said in his friend's defense, hoping that Himari wasn't angry with Julie. "It worries me naught." She replied calmly, while standing up. "I see... Thank god..." he sighed in relief. However, Himari's next words caught him by surprise. "... More importantly, what dost thou think, mi'lord? Does mi'lord... find the presence of a spirit like me... To be a burden?"she asked, uncertainty clear in her tone.

Ben looked up at her, and simply smiled. "Nah,it never had and never will burden me I know that you were telling the truth and you deeply care for me who am I to shove a friend like you away also I wanna tell you that its not like I really need this demon slayer powers to protect myself so I too will always watch your back too afterall I am a hero ." He gave one of his trademark hero grins, getting a slight blush from Himari as she closed her eyes, fighting off the tears of joy she felt coming on from Ben's words. "... In that case, mi'lord, I bequeath thee to catch me." She said she began to lean over the edge, getting ready to fall into her master's arms. "L-look out!" Ben called out, just before Himari finally fell into his arms... Only for him to lose his balance and fall backwards. 'Huh..? Since when did this feel...?' Ben wondered. 'Dost thou remember now, young master...?' Himari questioned mentally as she laid atop Ben, completely comfortable with their position. After a few moments of comfortable silence, Ben spoke. "... Could you please get off me?" He asked, only to sweat drop when Himari answered. "I will not." It was then that Ben noticed how close Himari's breasts were to his face, and that her cat ears had popped out along with her tail. "Well, that's... Hey! Your ears! Your ears!" Ben exclaimed nervously, trying and failing miserably to suppress the blush that was forming on his face. "What's wrong? There be naught a soul here to see us." Himari asked, as she gently caressed the back of Ben's head, while her tail wagged behind her

"Will young master tell me more about his adventures?"asked Himari nervously

"With much pleasure"said Ben smiling and patting her head affectionately

And our hero began his story from where he left off and towards the end of his story Himari was completely latching on him sniffing

"Hey Himari why are you crying?"asked Ben comforting her

"Young master was always fighting for his life and I wasn't with you and now with this strange device you don't even need me I feel total useless now"She said rubbing her face on his chest

"Hey its OK don't feel bad you know even I need help I"said Ben rubbing her back

"Yes you sure do you nearly died countless times you should have been more careful"said Himari hitting Ben on his forehead

"Ouch ouch Hey stop that"said Ben

"Not before you promise me to stop risking your life so recklessly young master"said Himari

"OK OK I will be more careful next time"said Ben holding up his hands in defeat

"Yep that's like a good master"said Himari licking his neck

"Himari You also have to do something for me"said Ben standing up

"What do you want me to do master?"said Himari

"Just don't risk your life for me OK you can fight with me but when the situation is out of control save your life first promise me that"said Ben seriously looking at her eyes

"Young master I really appreciate your words I really do but I can't just sit around when you are in danger I won't just seat bare handed I can't do that even if you want me to"said Himari with a bit watery eyes

"So I can't do that either Himari the ultimatrix gave me big powers but big powers comes with big responsibility If I can save someone by risking my life I will do it surely do it"said Ben smiling

"Young master Gram pa Gen would have been so proud of you, You will be a great demon slayer very soon I am so proud of you"said Himari hugging him again

"Himari I wanna ask you something Do you fear when my demon slaying powers will awake?"asked Ben

"Master I..."Himari couldn't complete her sentence

"I see you know then I don't want them to awake them if they scare even my friend I am hero I fight to protect not to kill so I want ayakashis to live peacefully I don't seek a war on them I want to lend a hand of friendship to them I think maybe they could have been misunderstood . Just exterminating them is not a good idea for me"said Ben with determination

"Young mater you are too kind.I am really happy that you have came very far and with your strange power you don't even need my help but you are too much forgiving don't worry you have me I will always protect you"said Himari hugging him tightly

"How about a smoothy Himari?"asked Ben

"Lets go"said Himari

"OK wait a second Its hero time"said Ben slamming his dial and in a green flash **JETRAY **appeared

"Wow master one of your cool transformations"said Himari

"Yep you can recognize it by this symbol on my chest I have a lot more forms so don't get confused now hold me tightly we are going on a ride"said Ben

Then Himari grabbed him tightly and Ben flew up in the air

"Wow young master its COOL"said Himari

"U mm Himari please turn off your cat claws its hurting me"said Ben

"Sorry master"Himari apologized

Then after spending a good time at smoothies our hero got back home and despite is objections ended up with Himari sleeping with him and knowing his luck he wasn't going to have a good morning

The next day...

* * *

"Oh... I hate myself..." Julie muttered as she made her way to Ben's house that morning, while scratching the back of her head nervously and sighing. 'Saying all that in front of everyone... I'm really a horrible person...' She thought as she stepped into Ben's house. Pulling out her key she unlocked the door and opened it. 'I've got to apologize to...' She stopped in mid-thought upon seeing what laid before her. Ben sleeping in his bed with Himari comfortably nestled into his chest. "GAAAAAAAAAH!" she screamed in frustration, waking the two sleeping in front of her. "Whoa! What the hell is going on, Julie?!" Ben exclaimed, only to get answered by a punch from Julie. "What art thou doing here, Julie?" Himari asked innocently, while peeling Ben from the wall. Meanwhile, Ranmaru just watched the scene before him, and just gave a confused meow.


	3. Chapter 3

Normal P.o.V.

* * *

"Come, young master, do not tarry." Himari called up the stairs, as she waited near the front door.

Soon after, Ben, dressed in his usual green flak jacket, looking mildly annoyed as he scratched the back of his head.

"Ugh... Do I really have to go with you for this?" He asked, hoping against hope that she would say he didn't have to go.

"'Tis a gentleman's duty to accompany a lady when she shops, is it not?" Himari replied, smiling softly. A light blush crossed Ben's face at this.

"Well, it's just... a girl doesn't usually ask a guy to join her when shopping for a bathing suit, unless they're... Well..." He trailed off. "I have no choice. I could not just refuse the class president's invitation."

* * *

Flashback, The Previous Day...

* * *

"Hey, Noihara-san," the class president Yu Shimamura, , started, getting Himari's attention. "Since you're new, why don't you come with everyone for a little swimming get together we're having next week?" She jumped and clinged to Julie, however, when Taizo seemingly came out of nowhere, fist clenched and flames of determination burning in his eyes. "Swimming?! The beach?! A pool?! I'm definitely there! Right, Ben?!"Taizo exclaimed, while Julie and Yu sweat dropped in the background. "... Yeah, I'll be there too." She deadpanned, while Himari just watched their antics with a small amount of amusement.

* * *

End Flashback...

* * *

"I do not own a swimsuit, so one must be bought." Himari said as she headed for the door, while Ben just sighed. "Well, that's true..." He said, as he reluctantly followed her. "What? If thou art worried over money, I still have the money thy grandfather bequeathed unto me. Thou hast but to choose the garb." She explained, as if it were the most obvious thing in the world, while opening the door. "But, I'm trying to tell you, that's the problem..." They were stopped, however, when they spotted Julie leaning against the wall opposite the door, smirking slightly. "I'll choose for you, Lady Pom puss."

"I think not. This doth not concern thee." Himari said as she walked past Julie calmly. "Hey, don't be so quick to reply like that!" Julie exclaimed, as she glared at Himari's back, while Ben just blinked as something occurred to him. 'Hey... If Julie were to come along with us...' He trailed off, before putting his plan into action, and unknowingly falling right into Julie's. "Julie, will you please come with us?" He asked the Julie, as she held her arms behind her back, and turned away to hide her victorious grin. "Heh heh heh... Just leave it to me." She responded, earning a sigh of relief from Ben. 'I am jealous that she got Ben all to herself to go shopping for a swimsuit with her, but... I won't let anything embarrassing happen if I can help it!' She thought to herself, grinning again, while Himari just looked back at her curiously.

"By the way..." Himari turned around to face Julie. "What is it?" She asked, wondering what the Julie could want. "Do you plan to take that wherever you go?" Julie asked in return, curious about the long clothed object Himari was carrying with her. "Of course, I am the young master's guardian. I must protect him at all times in all places because an evil spirit shown up when I wasn't with him." Julie blinked upon hearing this. "Oh really..?

She asked, doubt clear in her voice. "Well, I still don't believe that those kinds of monsters really exist." It was then that Ben decided to join the conversation. "I didn't believe it at first, either, but one really did show up the other day..." He said, scratching the back of his head.

"Those kinds of spirits and creatures doth not find pleasure in a city built by humans. 'Tis unlikely to find one of them here. But, the evil spirits that taketh pleasure from assuming human form would be. I must keep Yasutsuna close at hand." Himari explained to the girl, who just sighed. "Yeah, yeah... Then I'll just be praying that I don't have to see you swing that thing around..." She replied. "By the way, Julie..." Himari started, casing Julie to look over to her. "One of those things thou callest a 'monster'... Is right in front of thee." She said with a somewhat mischievous smile, causing both Ben and Julie to look at her blankly.

* * *

At the Department Store...

* * *

Ben sat at one of the chairs at the side of the current shop they were in, watching with a bored expression as Julie and Himari looked through many different swimsuits. "All right then! Which do you like better? A bikini? A one piece? Or perhaps..." Julie trailed off as she held one of each type in her hands by the hangars. "I do not rightly know. 'Tis better to buy one with more cloth or less...?" Himari wondered aloud, before turning to Ben. "Young Master! Which is better?" She called over to to the hero, gesturing for him to come over, as he blushed and turned away. 'I really wish she wouldn't call me that in public...' He thought drly as he glared at a woman who was giving him a strange look.

"By the way, Himari..." Julie began, looking back at her as she went through another rack of swimsuits. "What's your breast size?" Asked Julie before she walked over. "I do not know." Himari replied, wondering why Julie would ask such a perverted question. It was then that Julie's arms reached around from behind and grabbed her breasts in an attempt to measure them. "Wh-what art thou doing..?!" Himari managed to get out, as Julie squeezed her breasts. "87?! No way... 88?!" Julie exclaimed in shock as she got a feel for Himari's size. It was then that realization struck her. "You're not wearing a bra either, are you...?! Those clothes don't accent the breasts..." Himari barely held back a moan as Julie continued to squeeze her breasts. 'Man... And she's a cat, too! What does she eat to get them so big?!' Julie wondered in mild awe. Himari suppressed another moan as she managed to speak. "Ah... Please, s-stop..." She managed to get out just before Julie finally stopped groping her, right when Ben lightly chopped her on the back of the head to snap her out of her thoughts. "Cut that out! It's obscene, and you're starting to creep the other people here out!" Ben scolded. While Julie backed away and sighed. "Oh, fine then. We'll just pick one that looks good on you... So why don't you try some on?" She asked Himari,

Soon, Ben and Julie were in front of the changing rooms waiting for Himari to come out after putting on one of the swimsuits she had picked out. When the door opened, it revealed Himari wearing a floral print two piece that perfectly accented her bust. However, something about it just didn't feel right. "That one is a halter neck. It's a pretty standard style, really! It's cute, too." Gesturing for Himari to head back inside, she proceeded to wait for her to get the next suit on. Soon, she came out wearing diagonally striped red and pink tankini, which appeared to just barely fit her upper body. "That one's a tankini. It's not as attractive, but it's still easy to swing a sword in." The Julie explained, before repeating the process. This time, Himari came out wearing a dark pink one piece with lightly-colored frills around the edges. "This one is a one piece with a soft silhouette. No... No... Those frills don't look good on you at all, do they...?" She asked, before adopting a thoughtful position. "As much as it pains me to say it, the sexy type seems to look much better on you.." Ben just stood in the background, his face crimson as he tried to look away. 'I really shouldn't be here seeing this... And isn't Julie getting into this a little too much...?'

"Well, let's find a suitable bikini!" Julie exclaimed, clenching her fists in determination, while Ben just sweatdropped at his friend's antics. 'Yup... She's way too into this...' He thought, a deadpan expression on his face, which was soon replaced by a blush when he saw what Himari had tried on this time. "These are low riders. They have some reasons for decoration." Julie explained, as she nodded in approval, while her childhood friend just stared in awe. 'Whoa...' Himari caught him staring almost immediately, however. "... I will take this one." She said, before heading back into the changing room to switch back to her kimono. "Do thine shopping. I will get changed." Himari finished as she closed the curtain to the changing room. "A split-second decision?!" Julie exclaimed in surprise, while Ben just sighed. 'Sh-she saw right through me... Completely, to boot... The instant I thought it looked good on her...'

"Isn't that famous Ben 10"A girl whispered

"Wow He is so cute"said another girl

"What is he doing with a country girl like her?"said another girl

Ben ignored them but Himari heard them very clearly

* * *

At the Main Hall of the Department Store...

* * *

"Why doth the price be so high for so little cloth?" Himari asked, still a bit shocked by the cost of the swimsuit. Julie just scratched the back of her head sheepishly and answered, since Ben was using the restroom at the time. "That's just how swimsuits are, Himari." She said, before heading off in the direction of a different shop. "I'll be back in a bit. I need to get something real quick." The Julie said as she headed off. Sitting down on the bench nearby, Himari looked around at the people passing by, taking in the appearance of their clothes, before looking at her own outfit.

"Sorry to keep you waiting, Himari. . . . Hey, where's Julie?" Ben asked as he approached Himari, looking around curiously. Instead of answering, she quickly grabbed his hand, and began to drag him away. "H-hey... Don't grab my hand so... H-Himari?" He tried to get her to stop dragging him along, but to no avail. "Himari, wait a minute! What's going on? Did a spirit show up or something?" He asked, getting a bit worried by her silence. However, she soon turned around quickly to face him. "Young master, do these japanese clothes please thee?" She asked, confusing the hero. "Huh?" Was all he managed to say. Placing a hand to her chest, as a blush adorned her cheeks, Himari looked him right in the eyes. "W-what I am asking thee... Doth my appearance please thee? P-people often concern themselves with their surroundings, and they have an image to uphold..." She paused, looking down at her feet. "But, I... do too... So..." She shook her head. "No. Do not concern thyself with it." She said, further confusing the hero, until he noticed she was looking at the clothes of others with no small amount of desire in her eyes.

Smiling, Ben realized what she wanted, and placed his hands on her shoulders, before beginning to guide her to the Clothes Shop. "How stupid of me! We can't stop here, not yet! There's still some things we forgot to buy!" He said cheerfully, confusing the catgirl as to what he was talking about. "Y-young master..." She started, but was silenced when he gently placed a finger to her lips. "Come on, let's go." He said, before guiding her into the store.

* * *

Inside the Clothes Shop...

* * *

Himari watched on as Ben went through several racks of clothes, as if searching for something important. "I think japanese clothes look great on you, But, it would be nice to have some cute western clothes around too, don't you think?" Ben asked, smiling back at her. She blinked in surprise. "You master... How did thou know that I wanted clothes?" the catgirl asked, earning a wink from Ben. "Well, I just knew." He replied, grinning still. She quickly turned away, holding her hands to her heart as she smiled to herself. 'I knew it... The young master doth understand me~!' She thought happily, while Ben continued to look through the racks of clothes. 'It was quite easy to tell since she was looking at clothes with so much desire in her eyes...' Ben thought, glad for his ability to see things like that better than most.

'I guess a nice, clean white dress would be best... Maybe something with a bit of red that suits Himari's image...' Ben thought, as he continued to browse through the selection. 'Julie ended up choosing the swimsuit, after all. So I at least can choose some clothes...' Soon, he found something he felt would look good on Himari, and turned to face her while holding it out to her. "Here, why don't you try this on? I'm not sure if it'll fit or not, though." Himari blinked again, before nodding. "Very well." It was then, however, that she could see Julie approaching. Not wanting the moment between her and Ben to be ruined, she quickly grabbed his hand, and dragged him into the changing room with her while closing the curtain in one swift motion. "Sorry?!" Ben exclaimed before he hit the back of the changing room, face first.

"Ouch... What was that for?" Ben asked as he rubbed his sore face, only to be silenced when Himari gently placed one of her delicate hands over his mouth. "Shh... Be quiet." She said, before peering out the curtain. "Geeze, where did those two go?! Ben won't answer his cell, either..." Julie growled as she stormed past the changing rooms, a tickmark clear on her forehead. After making sure the coast was clear, Himari turned to face Ben, who had a confused expression on his face. "So... Why did we have to hide?" Ben asked, only to be shushed again."Young master..." She began, before letting her kimono top begin to slide down, as she pressed her body against Ben's. "I do not know how to put on western clothes!" She exclaimed, before leaning in closer, so her face was barely inches away from his. "Dress me..." She whispered huskily.

"Wh-wh-wh-what?! You've gotta' be kidding!" He stammered out, as Himari wrapped her arms around him. "If you do not dress me, I will make my cat ears and tail appear and go meow on you..." the catgirl threatened, causing Ben to begin to sweat nervously. "No... Not that... Please don't... Ah!" As if touched by a saving grace, realization struck the hero right then. "Your school uniform! You're always able to put on your uniform, aren't you!" He exclaimed hurriedly, causing Himari to pout. 'Damn... He saw right through me...' She thought as she released Ben and let him leave the changing room so she could try on the dress he picked out for her.

After a few moments of waiting, the curtain opened, allowing Ben to see how Himari looked in the dress. "'Tis on, young master." She said, before doing a quick twirl to show off the entire dress. "Tada~! What dost thou think?" Ben blushed as he took in her appearance. The dress was simple, yet at the same time, beautiful, a pure white with red lining, and a red ribbon tied in front of her bust. The skirt of the dress matched the top, with a red inner lining. 'Whoa... It looks amazing on her...!' He thought as he couldn't help but stare. Quickly turning around to hide her smirk, Himari made her decision. "I'll take it." She said, shocking Ben. "You're quick to decide!" He exclaimed in response.

"Listen, girls usually have trouble deciding what to buy. It seems like they have fun when they go shopping, but..." Ben tried to explain, only to be cut off when Himari gently placed a finger over his lips. "I am not one to have troubles. This will suffice." the catgirl said, smiling softly at the hero, who couldn't help but blush again. When she removed her finger, he spoke. "I-I see. Then perhaps we should try one more..." He offered, only for Himari to shake her head. "'Tis not necessary. This is the first outfit that thou hast chosen for me. 'Twill not be possible to find anything better today." Himari said, causing Ben to look away, blushing yet again. 'Damn... Not good... She really hit the mark with that comment just now...' He thought as he held his hand to his chest. He nearly jumped when Himari grabbed his arm from behind. "If thou dost buy too much for me, I will have nothing to be grateful for~." She said happily, as she clung to Ben's arm. He blinked when he felt he breasts pressing onto his arm. 'Uh.. She doesn't wear a bra either...?' He wondered.

"Shopkeeper! Shopkeeper, o'er yonder! I will take this dress!" Himari called out to the clerk, causing both him and Ben to sweatdrop. "A-alright, that'll be 2,098 yen, please." The clerk managed to get out, while Ben pulled out the amount specified, and handed it over. 'If she were to move too much, or jump up and down, they're sure to bounce around all over the place... I should do my best to not let any other guy see her...' Ben thought.

* * *

That night, at Ben's House...

* * *

"So, you left me alone, went off with Himari and had yourself a lot of fun, eh?" Julie asked Ben angrily poking his chest "You'd like to go buy me some cute clothes too, wouldn't you?" She asked. Not getting an answer, she repeated herself. "WOULDN'T YOU?!" Ben gulped nervously as he finally answered. "OK OK I will do it !" He answered sighing, . Himari, in the meantime, wasn't paying attention to the scene before her. She was in her own little world, happy with the fact she had gotten clothes from Ben...

* * *

Next day on beach

* * *

"Ah, the beach!" Taizo exclaimed excitedly, while striking a dramatic pose. "Summer! The Beach! Chicks in swimsuits!" Steam seemed to blow out from his nose as he surveyed the area. "Do you know what would make this scene perfect, Ben?!" the dog boy asked as he turned around to face his long-time friend. Ben just sighed. "Uh... Swimming in the ocean?" The heroe replied tentatively, only to get punched in the face by an irate Taizo. "WRONG! Thing sexier, more erotic! Think more on the Erotic side!" He raved, while Ben just rubbed his face a bit while glaring at him. "I think you're getting a bit too wound up all of a sudden..." He muttered, causing the class pervert to look at him as if he were crazy. "Nani?!You mean to tell me that as a man you don't get all pumped up just by looking at them?!"

"Geeze, you really shouldn't be saying stuff like that in public..." Julie said disapprovingly in response to Taizo's behavior, while Yu just sighed and shook her head. "There's no way we know him..." She muttered, looking away. Himari, however, remained silent, her gaze cast slightly downwards. "Ah... My blood is rising and collecting. Erotic thoughts are racing through my head..." Taizo said happily, a bit of drool coming from the corner of his mouth. Ben just looked at him with a deadpan expression. "If you get burned by your classmates, the consequences will only cause you problems, so please cut it out..." The hero said, while Julie was slowly cracking her knuckles, ready to give the boy a brain-duster, only to get held back by Ben.

"I suppose, but just look at Noihara-san's breasts!" Taizo began, making squeezing motions with his hands. "Their size... their shape... Every guy in school wants to get their hands on them!" He exclaimed, causing Ben to sigh. "Well, they were rather soft..." He muttered before he could think about the consequences. Taizo grabbed him by the throat and began to shake him wildly. "What the fuck did you just say?! I'll strangle you!" He said angrily, while Ben managed to pry himself free of his new friend's grasp. "I didn't say anything, so don't mind me..." Taizo almost immediately forgot his rage, and resumed daydreaming aloud about Himari. "All the guys from the other classes call her "The Mysterious Huge-Breasted Transfer Student Babe", you know? To think that I would get to see her in a swimsuit! My brain's on fire! Primitive libido is-" He was cut off when Julie finally gave him the well-deserved brain duster. "If you don't relocate yourself to somewhere far away post haste, I'm going to drown you in the freaking ocean!" She exclaimed angrily, a tick-mark clear on her forehead.

"Let's hurry and find a spot to set up before the mutt wakes up." suggested Yu, much to the relief of the others present and conscious in the group. However, it was right then that something caught Ben's eye. "...? What's wrong, Himari? You don't look very happy..." He asked, walking up to the catgirl with a concerned expression on his face. She paused briefly, before turning around and giving the hero a warm smile."Hmm... 'Tis nothing. Do not let it bother thee."

After a few minutes, the group, including a calmed-down Taizo(Who had been threatened rather harshly by Julie and Yu) had almost finished setting up their spot on the beach, there was only one thing left to get. "All right, I'll go rent a parasol. Ben, come with me." Julie called back as she began to head to one of the many stands on the beach, while Ben just nodded before following her, missing Himari's sigh of relief at being able to drop the act for a bit. The two walked in silence for a bit, before Julie tried to start up some small talk. "H-hey, I just bought this swimsuit the other day too, you know?" Ben blinked, just now noticing what she said was true. It was different than the swimsuit he had seen her wear in the past. "Yeah... It looks good on you. It's really cute." He said, smiling , causing her to blush as his words echoed through her mind. Turning around to hid her blush, she clenched a fist victoriously. 'Yes! Yes! Yes!' Ben just blinked in confusion at her antics.

Once Julie was done with her mental victory cheer, the duo resumed their trek to rent a parasol, only to stop when they noticed a large crowd gathering around the Shaved Ice stand. "Hey, look. Some girl with really pale skin has eaten 15 bowls of shaved ice! … And she's still going!" Said one bystander in the crowd. "15? It's more like 16, man. Shouldn't someone stop her, or something?" Asked another. Ben just looked up at the stand, a bit curious as to who could cause such a ruckus just by eating so much shaved ice. "Sounds like there's a girl causing quite a stir up there..." Julie just shook her head and continued on the way. "You've got lady Pompuss, and no one should cause quite the stir she could..." She said, before turning back to the hero. "Come on, we need to get that parasol." Ben just nodded, and gave one last look at the shaved ice stand, before following after his childhood friend.

Meanwhile, at the stand, a young-looking girl was finishing up her current bowl of shaved ice, making the total 17, before she turned to the server. "Another bowl... please." She asked in a soft voice, causing the crowd to gasp in surprise and the server to gulp nervously. "A-alright." The young woman replied, before quickly getting another bowl of shaved ice ready for the girl that was providing a great deal of business for her stand. Said girl just gazed out to the ocean as she waited. 'He's here... He's got guts coming to a place with this much... water...'

After the parasol was gotten and the spot was finished being set up...

* * *

Himari could be seen sitting near where the sand met the water, holding a hand to her chest as the tide gently brushed against her legs. Ben blinked as he saw this, and walked up to her, curious about her odd behavior. "What's wrong, Himari? You're not going to go swimming?" He asked, concern clear in his voice. "Young master... I will remain here, so do not concern thyself with me. Go and play." She said, offering a warm smile to try and hide how she was feeling. It was then, however, that Julie decided to make her presence know as she got behind the catgirl, a smug grin on her face. "What's this?! I knew it, the little kitty cat's afraid of water, is she?!" She exclaimed, causing Himari to nearly jump if it hadn't been for all her experience and training keeping her from showing her fear. "H-how preposterous! I am not afraid of water!" The catgirl replied angrily.

"Hm... Well, she's always okay with taking a bath in warm or cold water, so I don't think that's it..." Ben interjected, as he adopted a thoughtful position. 'Which can only mean she's afraid to go places where her feet can't reach the bottom... How cute.' Julie thought, smirking before she threw an inflatable shark to Himari, who caught it with a surprised expression on her face. "Cat's like fish, right? I'll let you borrow this one." The Julie said as she clung to Ben's arm. "After all, you came all this way. Have some fun!" Himari just smiled slightly, and nodded. "Thanks." Of course, there was one thing crossing her mind as she held the inflatable toy. 'An shark doth not be a fish, Julie...'

Soon, the group, save for Himari, were enjoying playing with a beach ball in the surf, passing it around through various passes. After a while, Julie clung to Ben, as if something had grabbed her, when in reality, nothing had even touched her. "Eeek!" She got out, while hiding her smile at being so close to her friend, while Yu just huffed in the background. "Oh, come on! What's with all the commotion?" Meanwhile, Taizo had donned a pair of goggles he seemed to produce from nowhere. "And now it's off to the underwater paradise! Babes, here I come!" He exclaimed proudly before going underwater. Julie and Yu just glared in his direction. "That pervert is really starting to piss me off..." Julie growled, itching to give him another brain-duster.. "Let's just kill him." Yu followed up.

While Taizo was off causing perverted mischief, much to the disdain of the female part of their group, Ben began to look around for Himari, a bit concerned for the catgirl due to her behavior. 'Himari...' Meanwhile, said catgirl was laying atop the inflatable shark as it drifted along in the water. She tightened her grip on the handles, sighing. 'Alas... I cannot seem to tame my senses... How pathetic...' She thought, grimacing at her own reaction to the ocean. 'That a large volume of water doth scare me as if I were still a babe...' She sighed at this. 'But it doth seem... As if I have drifted a fair distance from the shore...' She began to carefully shift her position atop the shark. 'W-what should I do...?' She was about to continue her musings, when suddenly a mop of blond hair burst out from the water in front of her, startling her to the point where her cat ears popped out involuntarily for a moment. "Nyaaaaa?!" She exclaimed, while Ben just offered a foxy grin. "Are you alright, Himari? You've drifted quite a ways out." He asked, his concern showing through yet again.

"Y-young master?! D-do not startle me so, you insolent fool!" Himari yelled at the blond, who just blinked in surprise. "What's with you? I just came to check on you because I was worried..." Himari just glared at him. "Haa! Hold thy tongue! Just leave me be! Even if I die-" The rest of her rant was cut off when a wave came from behind, and knocked her underwater. "Himari!" Acting quickly, ?Ben dove under, and reached out to her sinking form, trying to pull her back to the surface, only for her to pull him closer, resulting in his head being smothered by her breasts. "H-hey, stop struggling... Stop grabbing me..." He tried to say, but only managed a muffled, garbled mesh of words that could not be understood, before he managed to get both of them to the water's surface. "Fwaaaah!" Himari practically gulped air down the second her mouth was above the water, all while continuing to cling to Ben, though she was no longer suffocating him with her bust.

As the both of them tried to catch their breath, Ben took note of just how close together their faces were. He could feel his heart pounding in his chest as Himari smiled slightly at him. 'Th-this is not a good situation... And this feeling...' Ben thought as he blushed slightly. Smiling slightly to herself, Himari pulled Ben closer. "Young Master, I cannot see the shark." She said, a bit worried now. "O-oh? We can find it in a bit... Anyways, Himari... Y-your bikini top rolled up...If you don't fix it..." Ben was cut off by her pressing a finger to his lips, while pressing herself against the blond more. "I do not want to... I-if I were to let go, I would sink to the bottom of the sea and drown...!" She replied, a nervous expression clear on her face. Ben, who was mimicking a tomato rather well, tried to calm her down. "Y-you'll be alright. I won't let that happen..." It was the that something occurred to him, causing him to turn an even deeper shade of red. 'A-are her nipples getting hard?!' He was about to try and fix Himari's bikini top for her, when they were both tugged underwater by an unseen force. "!" Caught off guard, both Ben and Himari blacked out soon from a lack of oxygen...

* * *

At an Open Underwater Cavern...

Both Himari and Ben could be seen laying on the ground, out cold still. The young girl from the shaved ice stand earlier soon stepped out from the shadows, slowly approaching the unconscious blond. "The descendant of the Amakawa family of Demon Slayers... Someone who uses spirits to destroy other spirits is one who should avoid confrontation with them..." She spoke softly, while running a hand through his soon began to stir, opening his eyes slowly and blinking several times to adjust to the lighting. "Ngh... W-what the...?" He asked dazedly, still a bit dazed from nearly drowning. He snapped into full awareness, however, when he felt something, or someone, sit down on top of his stomach. "! Y-you! You're that girl that appeared in the river...!" He exclaimed fearfully. "I... warned you... If you awaken as a demon slayer, you will destroy the balance between Humans and Spirits..." The girl said, her gaze fixed on his could only blink in confusion. "S-sorry?" He asked, only for the girl to lean down closer to his face. "Would you like me to cut out your tongue, or kill you...? I'll let you... decide." She said, before swiftly jumping backwards and off him to avoid a kick from Himari, who quickly caught a razor icicle that was flung at her in retaliation.

"Look I don't know who you are?but I really don't want to kill all spirits so be assured and leave us"said Ben standing up

"Shut up"the girl yelled shooting icicles at him which Ben barely dodged

"Young master are you OK?"asked Himari

"Himari?! Are you alright?!" Ben exclaimed, worried.

"Do not concern thyself with me, What is more important is if thou art unharmed, young master?" She replied, looking back at the hero with a smile, before turning her gaze to the girl before them. "Thou canst create an icicle out of water... Art thou a Mizuchi?" She asked, earning a nod from the girl.

"Indeed... I am. You must be Noihara, The Crimson Blade... The traitor who still sides with the Amakawa family to this day..." The girl replied, giving what seemed to be a mild glare.

'This doth be bad... I do not have Yasutsuna with me, and in a place with so much water...' Himari was a bit worried with the situation, but didn't show it. "I am sorry young master, but thou willst have to endure." She said to Ben behind her, who just looked at her.

"Himari...?" He asked, before noticing she had let her cat ears and tail out. "I shall try to get thee out of this place as swiftly as possible."

"Go on without me, Young Master!" Himari exclaimed as she lunged at the opposing spirit, who just sighed. "How futile. I'll just kill you first... then." She said, before a rising vortex of water engulfed Himari, much to the catgirl's shock. The young mizuchi gave a slightly satisfied smile at this. "I've caught you... I replenished my powers earlier, so the volume of water I can control has... gone vortex appeared with a monster sucking Himari

"You have made a big mistake very big mistake Ben 10 never forgives anyone who hurt his friends Its hero time"said Ben angrily slamming his ultimatrix

**"Bigchill"**The alien yelled and he slammed the dial again**"Ultimate Big chill"** and the evolved form appeared

"What So this is the mysterious power I have been warned about but still you will die slayer"yelled Shizuku

"We will see that"said Ben and dashed into the vortex and completely frizzed the water and the monster and carried Himari bridal style

"Master Why didn't you leave?"said Himari

"Hehe don't joke even if you are my body guard I am still a hero, now stay here and see how I kick her ass"said Ben putting her down

"Impossible How did he do that?"said Shizuku amazed

"Now play dodgeball"said Ben and transformed into**"Ultimate canonbolt" **slamming into freezing vortex completely destroying it in pieces

"Now for you girl"said Ben slamming his dial again**"Buzzshock"**the electrifying alien appeared and thrown some very powerful electric shocks completely stunning her

"Now listen to me girl I hold no will to slay your kind ,I only fight to protect the people not to kill but if you threaten my friends I will defiantly kick your ass "said Ben in a serious tone

"Master you are amazing"said Himari

Ben slammed his dial and turned into **Jetray **

"Himari let's go back"said Ben

"Are you leaving me alive Amakawa?"asked Shizuku

" For the last time its Ben Tennyson,yes I am leaving you alive because you attacked me out of your fear,now listen to me carefully I hold this power since 5 years and I haven't slain any spirits, the things you saw today was not the last things I do I very much assure you I hold no ill will towards the spirits I am giving you a second chance girl live peacefully and stay happy girl good bye"said Ben giving a two finger salute and then he left

"He is very different than I thought he is interesting really interesting "thought Shizuku

After reaching the shore Ben transformed Back human panting on his knees

"Master you are hurt"said Himari stopping Ben from falling

"Nah just exhausted don't worry"said Ben assuring her

"Ben are you OK?"asked Julie in concern

"Yep just f9 like always battling monsters"said Ben smiling

"Instead of you saving him he saved you didn't he"said Julie

"Yes I am very grateful and proud of you young master"said Himari pushing Ben's face in her chest

"Hey stay away from him"said Julie tugging his hand

"Ouch Ouch Why me? Why me?"thought Ben struggling with two girls


	4. Chapter 4

"What are you talking He completely defeated you even without his demon slaying powers?"said a Yokai

"He is very powerful but he let me go even after he defeated me nano"said Shizuku.

"The crimson blade of noihara is still with him with his strange powers he can destroy us all"said another Yokai

"He had this powers since he was 10 years old nano and he didn't even need any help from the blade of noihara nano"said Shizuku

"Shizuku go and observe him we want peace as much as amakawa wants also try to seduce him,if we have such powerful warrior at our side we can probably live in peace just like we lived before"said the Yokai

"Nano"said Shizuku and she left

"Even if you are my bodyguard I am a hero so I will protect you"

"Never ever give up your life for me"

"I fight for helping people, I am a hero and I don't kill people"

these sentences were echoing through Himari's head

"Even if you defeated that creature with your strange power you let her go also you told me not to give up my life for you,thou art too kind master,That spirits don't show mercy they will attack you once you turn your back on them,even if you don't really need to awake your power you must be prepared"said Himari to herself.

"Hey Ben I am home"said Julie cheerfully entering the home

"Ah its just Julie"Himari mumbled

"Well lady pom pus still tired from yesterday but I remember you did nothing it was Ben who did all the work"Julie retorted

"You are right it was the noble master who saved me but I am worried that someone will misuse his kindness to attack him"said Himari

"Talking about Ben where is he?"said Julie

"He doth be sleeping"said Himari

"What but its noon already"said Julie

"Canst thou not pester him so?He saved me yesterday using his powers tire him"said Himari

"Talking about me"said a voice

Himari and Julie saw Ben standing there

"Young master.."said Himari

"Ben how many times I have to tell you to wake up on time"said Julie

"Well sorry I was very much tired so guys you stay here I am coming in a flash after a bath"said Ben

"In the meantime I will prepare some fresh things for you"said Julie

**In the bath**

Well it was another day for our hero and he was still thinking about the little girl he met(fought)yesterday

"What was all that about and why that girl attacked me without any proper reasons and..."his thought were stopped when his hands suddenly grabbed something soft.

Ben saw Shizuku standing there and he yelled in shock

"What's wrong, Ben?! I'm coming in, okay? I promise I won't look!" She exclaimed as she stepped in, only to pause as she took in the sight laid before her.

"T-there's a drowned girl in the furo...?!" Julie managed to get out through her shock, while Himari immediately sprung into action. "Young Master, get down!" The catgirl exclaimed as she dashed forward, sword in hand, before slicing the mizuchi clean in two... Only for her to dissolve into water. "Such a clean swing in such a confined space is something only the Crimson Blade could do." Her voice sounded throughout the room, before her body reformed behind Ben, with her arms wrapped around his torso. "But you can't attack me like this..." Himari glared at the mizuchi, but didn't move to attack again.

"You're after me again...?! Why?!" Ben asked, annoyance clear in his tone. The mizuchi leaned forward so her mouth was right next to his ear. "... Over 100 years ago, the Jibashiri family, one of the twelve families of demon slayers... Destroyed my entire... clan. All we were doing is living in our lake... Humans worshiped us as Water Gods of their own accord. They offered us gifts, and then they came to... destroy us." She explained, her voice containing a faint solemn tone. "All we ever wanted to do was just live... our lives."

Himari blinked, before something occurred to her. "What doth that have to do with the Young Master?!" She demanded, glare returning full force. "It has a lot to do." The mizuchi replied, as she gripped Ben's shoulders firmly. "Demon slayers are... evil."

"What proof of any form do you have that you are a demon slayer not out to kill spirits?! What can you do to quell the voices of resentment from all the spirits that have been slain?! What?!" She yelled, glaring at the trio before her. "Answer me, Ben Tennyson! Answer me!" Silence reigned over the room for a brief time after this outburst, before Himari took a battle-ready stance, her ears and tail popping out.

"Hmph. Stand back, Young Master. If thou is to speak in that tone, I shall slice thy body to shreds." The catgirl moved to draw her sword, only for Ben to hold her back from doing so. "Wait, Wait! Calm down, Himari!" Looking back, Himari growled. "Release me! Take a good look at reality, young master! I am thinking of thee!" Ben just sighed in response. "Then put your sword away!" He said, while suppressing a mild shudder.

"Well sorry for your family but like I said before I use my powers only for protecting others mot harming others "said Ben and he continued with a smile"It's a Tennyson promise that I will change your views"

"Why are you shaking?"asked Shizuku

"Well he is not fond of cats"said Julie

"Even if it causes him pain he still allows her to stay with him,serve him,While he don't need her to protect himself with his strange power,I don't understand him"Shizuku thought before standing up and approaching Ben

"Well, I still don't have any proof to show you... But wouldn't it be better if demon slayers and spirits could come to some sort of understanding like aliens and humans?!" He exclaimed, fierce determination clear in his eyes.

Himari looked at the one she considered her master in surprise.

"Young master..." She began, before smiling softly. 'Thou art far too kind... But... It doth make me happy.' Pulling him close, she wrapped her arms around him.

"Fine then."Ben relaxed. "I want to live with peace ..." He sighed, returning the embrace.

"I understand. Everything will be fine, Young Master." Himari replied, hiding her cat ears and tail once again.

"In... In that case, I will stay here... too." This caused everyone else to look at her in shock. "Huh?" Ben managed to get out.

Julie snapped at this. "H-hey! What are you doing deciding things like that by yourself?!" She exclaimed, causing the mizuchi to shoot her a deadpan look.

"If you say that I cannot stay when a cat spirit can... I will consider all of what he just said... a lie." Julie remained indignant about this. "Ben! You're too big of a pushover!" Ben scratched the back of his head sheepishly. "It's not like I can really help it in this case..."

Himari just smiled slightly as she watched the other three's antics. "I'm going to be watching you every second so... be ready." The mizuchi gave the hero a sharp glare.

"... Okay?" Said Ben just gulped nervously.

"Uh... Ah... Okay. But..." He returned her glare with a stern expression.

"If you're going to be living here, you'll need to do something about that drowned body look!" He explained, as if he were talking to a child.

"And you can't walk around while you're dripping wet! Not to mention that you'll have to do your fair share of chores around here as well!"

Well Ben wasn't the one to complain about little details


	5. Chapter 5

Ben Tennyson was having a weird dream this dream he saw a very younger version of him running in a forest with a cat in his hand and suddenly he stopped and sat at a tree can clearly see that boy's body covered with bruises and scratches but despite the bad situation he kept his tennyson smile on his face

"Mi lord... Mi lord .. Art thou unharmed? 'Tis not a serious wound, is it?" A feminine voice asked the boy, who just grinned in response. "Nah, I'm alright. But Gram-pa and Grandma are going to be pissed of at me." The boy replied, his expression never faltering. "Grandfather shan't be angry with thee, mi lord " The voice spoke again, trying to keep the situation in a positive light, despite it's own concerns. "Setting the matter aside, I beg for thy forgiveness. Were it not for me coming along, this would ne'er have happened..." The boy just laughed a bit at that and said with confidence. "Hey, no worries!Its my duty to help my best friend and Just having you here with me is enough to get me through anything!" The voice seemed genuinely touched by this statement. "Mi lord..." it echoed, as everything slowly faded out of existence...

And then our hero woke up after the rays of sunlight passing through the window stuck at his face and he blinked few times to adjust his eyesight ,only to go wide eyed when he saw Himari sleeping next to him and his hand was...on her breast but despite of that she was sleeping soundly

"She looks kinda cute while sleeping I have to be careful while moving my hand If I cause a commotion she will wake I wonder...No Ben no pervert thoughts just remove your hand nice and easy"Ben said to himself and was about to remove his hand when..."Dost thou find pleasure from a woman's breast, young master?" Himari asked teasingly, as she slowly opened her eyes. "Or may be thou find'st pleasure in only mine? Hmmm?" She wondered, leaning in closer to Ben. "I am sorry I am sorry I swear It wasn't on purpose"said Ben ."Master why are thou red in the face I don't mind it"said Himari smiling seductively then Ben found his pants getting wet and he yelled in shock.

when he saw none other than Shizuku, the Mizuchi, under the covers, looking up at him. "Good... Morning." hero just blinked dumbly. "Uh..." Himari immediately sprung into action, blade in hand and holding it to Shizuku's throat. "I was worried thou may yet try to kill him in his sleep. Wherefore art thou hither, mizuchi?" Himari asked, glaring down at the smaller girl, who just smirked. "Don't get so excited... cat. I told you that I was here to observe the demon slayer..." Himari's glare intensified, as she grabbed Ben and held him protectively. "Is that trifled excuse reason enough for thou to violate our bed?!" She exclaimed,"I was the only one supposed to be sleeping in this bed"Ben said with a sigh**  
**

"Ben Tennyson, do you always share the same bed with this... cat?" Shizuku asked, looking at Ben inquisitively. "Not all the time!" He exclaimed indignantly, only for her to level a glare at him. "How... disgusting. How... dirty." This caused Ben to blink. 'Disgusting...? Dirty...?' Himari just compelled onto Ben in response, as she smirked at Shizuku. "Disgusting? Thou dost sound like a fool. We merely wish to feel each other's warmth to put our hearts at ease." Shizuku sighed at this. "In that case... There shouldn't be any problems with me sleeping in the bed too... Right?" Ben shook his head rapidly. "WHAT Oh no you don't! I sleep best when I sleep alone!"

Shizuku simply leaned forward, tugging at the front of the collar of her dress. "I won't try to kill you in your sleep. I'm perfectly fine with an early morning or late evening attack." She said, a smirk finding it's way onto her lips. Himari immediately reacted, latching onto Ben from behind, so her breasts rested atop his head. "Don't let her fool thee, young master! She doth be trying to deceive thee! And as if thy small breasts could please the young master!" Himari exclaimed angrily, while Shizuku stuck her tongue out at the catgirl. "I gotta get out of here"Ben thought and slammed his ultimatrix and transformed into **Amphibian **and escaped their death grip just a second before Julie decided to come in

"Hey Ben good morning looks like those two are getting along well"said Julie

"Only if she was here moments ago..."Thought Ben and greeted her back

And after going in the kitchen Ben found traditional japanese food served at the table."Wow Julie I didn't know you were very good at cooking "Ben said smiling but Julie said while looking at ground"I am not the one who prepared it,it was already there when I came" then Ben looked at the ceiling "Then don't tell me..."He thought then the voice of Shizuku came out"Just eat it already"

Then everyone sat at table and started eating the food "It's really good great job Shizuku"praised Julie have to admit begrudgingly the food was Himari sat silently eating the food she thought"Even I can do it after a bit of practise".Then she stood up after completing the food"So now I am going to clean the house"

"Already done"replied Shizuku with a smirk."I didn't like living in a dirty house so I cleaned it"Shizuku said."She is really pressing hard on Himari, wait it isn't time for thinking about that cat she is endangering my position too"Julie thought looking at Himari."Is Housework your specialty or something"said Ben

"Before our clan was destroyed by demon slayers we considered daily chores much more important than fighting nano"said Shizuku

In the blink of an eye, Shizuku was in Himari's face, a particularly evil-looking grin on her face. "What can you do in the peaceful livelihood this man desires if there won't be any fighting... cat?! There's nothing you can do, is there?!" She exclaimed, causing Himari to glare down at her, and for Ben and Julie to give shocked expressions in response to this outburst.

"Hmph... 'Tis no need for a sword in a time of peace... 'Tis only natural." The catgirl replied, as she turned to leave. "Ah, Himari!" Ben called out, reaching out to her. "If you don't have anything to do, why don't you go shopping? Besides, the refrigerator is empty." Shizuku suggested, smirking. "... Very well." With that, Himari left, leaving the other three behind.

"... So, what exactly are you up to?" Julie asked the mizuchi after quite a while, while sparing a shocked glance at the cup of tea set before her. 'She's even good at making tea?! Is there anything she CAN'T do?!' Shizuku simply spared the girl a confused glance as she sipped her tea. "Up to...?" Julie slammed one hand down on the table and pointed to her. "It's just strange! Up until yesterday you were out to kill him! How can you be like this now?!" Julie demanded to know, earning naught but silence for a few moments, before the mizuchi began her recollection of the events prior to her reappearance...

* * *

Flashback, a forest clearing...

* * *

The red-skinned demon cross legged , apparently deep in thought about something. "Hm... If living in peace is his true intention, why don't we spy on him a bit?" He spoke finally, as slime-like demon piped up. "That way no more blood than necessary will be spilled, if any at all." A demon with a single, large eyeball for a head spoke next. "Besides, it would take us back to the days from before demon slayers appeared and sealed demons away." It said, nodding in agreement with itself. The red-skinned demon nodded as well, and then looked to Shizuku, who was perched on a large tree root. "Shizuku, you go and seduce that demon-slayer boy if we can't kill him we should bring him to our side." Giving a deadpan look, the young mizuchi nodded. "Okay."

* * *

Flashback End, Ben's Kitchen...

* * *

"... There aren't many boys who can resist little girls... And that's it." She finished, causing Ben to sweat drop 'She really is honest... I think...' Ben, however, slammed her hands on the table. "Wh-what did you just say?! S-seduce him? Ben wouldn't fall for anything like that!" In response to this, Shizuku simply got up, walked over to Julie and flipped her skirt up for Ben to see, causing Julie to shriek in embarrassment, but there was a green flash and Ben was gone.

"Where is he now"said Shizuku

"He really is quick when coming to ideas I am thankful to that"Julie said with relief

At the local park...

* * *

Himari could be seen, silently sitting atop one of the few jungle-gyms for younger kids, staring off into the distance, and her hair gently swaying in the breeze. She seemed to be deep in thought over the recent events, until a familiar voice reached her ears. "Himari!" Turning around, she saw that it was indeed Ben calling out to her as he approached. Turning to face him, she replied. "Forgive me, young master but I have yet to finish with my errands." hero stepped closer, a worried expression on his face. "That's fine, but even Shizuku said it'd be alright if we split the chores up..." He tried to explain, only for Himari to leap down to the ground. "There's no use worrying thyself over it. There is a point to what she said. I have no other skills apart from sword fighting." She sighed. "But what about that sweet you made me a while ago?" He asked, trying to reason with her. "Give it a rest, young master." She pointed to him, while donning a sharp look. "Even a guardian has it's own will! I do not need thy sympathy!" With that said, she turned around and began to walk away. 'Yes... The mizuchi bested me this time, but I still have duties to perform...'

'Is this for the best...?'

"But, Himari..." Ben tried again to get through to her, only for her to give an exasperated sigh. "Thy tongue wags too much!" She cut him off with a razor-sharp edge in her tone of voice. 'I will not lose.'

'A sword is a sword. If it isn't needed, would it not be best to throw it away?'

"Well who said everyone needs to learn everything I like you the way you are and you know trouble always finds me I will appreciate a bodyguard"Ben said with a smile

"Hmph... What nonsense." Himari turned around to face Ben, a determined look in her eyes. "Dost thou really think such words are enough to suede me? Thou art a fool!"

"Well I am just like you in a way Himari, I like to fight the bad guys and going hero"Ben said smiling

Himari looked at him but before She can answer a black energy blast slammed on ground which Ben and Himari dodged

"What was that?"Himari said

"I know it very well Hello Darkstar"Ben said with a grin

"Hello little Ben looks like you have all grown up now,you now its much harder to find the people when they change their country"said Darkstar

"Well I forgot to write you a letter Michael and Hows charm caster doing?"said Ben with a grin

"Tennyson "Yelled Darkstar throwing an energy ball at him but Ben already slammed his dial and with a green flash a yeti like alien appeared and dodged the blast

"Whoa a new alien lets see what can yo do?"said Ben and He found himself glowing with yellow electricity and threw a blast at darkstar slamming him away

But Darkstar stood up but he was kicked in his guts by Himari

"You won't harm young master or I will kill you"Himari said angrily.

"Only if you can do that"said Darkstar grabbing her hands and he started absorbing her energy

Himari yelled in pain before turning unconscious and darkstar stated laughing maniacally

"Well tennyson your new friend have interesting energy I like that"said Darkstar while Ben growled in anger and before darkstar can notice Ben was behind him punched him very hard forcing him to leave Himari but darkstar now recharged kicked Ben back slamming him on the ground

"You are hurting my friends again darkstar its time for you to meet a friend of mine"and Ben slammed his ultimatrix dial and darkstar found himself shadowed and he looked at the titan standing against him

**"Way big"**the titan yelled and started punching him furiously. Darkstar was very much shocked and over whelmed by his pain that he couldn't even fight Ben strangled him with his feet and threw him away in the air

And after that he transformed back and he saw Himari was awake

"Hey Himari are you ok?"asked Ben going near to her

"I am sorry master once again you protected me"said Himari looking at the ground but Ben wrapped his arms around her"Hey it doesn't matter who saves who It only matters we are together now my best friend"said Ben and he did what he saw in a anime he kissed her forehead

Himari blushed and once again a smile formed on her face and she grabbed his hands and started dragging him "Come, young master! Thous canst accompany me on my errands!" She said, causing Ben to blink in surprise as he was pulled. "Wait, what..?!"

And in the forest a figure stood up and while looking at it we can say it was in a immense pain(guess who?)

"Tennyson you are going to pay now for what you and your sister did to me I swear that"the figure clenched his fists in determination and anger


End file.
